Payment of Expenses, Taxes and Costs Clause Samples
The 'Payment of Expenses, Taxes and Costs' clause defines which party is responsible for covering various financial obligations arising from the agreement, such as expenses, taxes, and other related costs. Typically, this clause specifies whether the buyer, seller, or both must pay for items like transaction fees, government levies, or administrative charges associated with the contract. Its core practical function is to allocate financial responsibility clearly, preventing disputes over who must bear specific costs and ensuring transparency in the transaction process.
Payment of Expenses, Taxes and Costs. (a) The Borrower will (i) pay all of the reasonable out-of-pocket fees and expenses incurred by the Administrative Agent, the Arrangers and their respective Affiliates (including, without limitation, the fees and expenses of New York and local counsel to such Persons) in connection with the preparation, execution, delivery, and closing of this Agreement, the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby or such amendments, modifications or waivers shall be consummated), and any other documents prepared in connection herewith or therewith, including, without limitation, any filing fees, recording expenses or stamp or excise taxes or other similar taxes or fees in connection therewith; (ii) pay or reimburse each of the Administrative Agent, the Arrangers, each Lender and their respective Affiliates for all of its reasonable out-of-pocket costs and expenses (including the fees and expenses of New York or local counsel), incurred in connection with the enforcement or protection of any of its rights in connection with this Agreement and the other Loan Documents, including its rights under this Section 8.06, or in connection with the Advances made, including in connection with any workout, restructuring or negotiations in respect thereof or incurred to permit the admissibility into evidence in any jurisdiction of this Agreement, or any other Loan Document, including, without limitation, the reasonable fees, disbursements and other charges of counsel (including the fees and expenses of New York and local counsel) and any stamp duties that may be required to be paid in connection with the enforcement or preservation of any rights under any Loan Document; (iii) pay and reimburse the Administrative Agent and its respective Affiliates for all its reasonable out-of-pocket expenses, including, without limitation, the reasonable fees, disbursements and other charges of counsel (including the fees and expenses of New York and local counsel) in connection with the administration of the Loan Documents; and (iv) pay and reimburse the Administrative Agent for acting in such capacity.
(b) The Borrower shall pay, indemnify and hold harmless each Indemnified Party from and against (i) any and all financing, recording and filing fees and any and all liabilities with respect to, or resulting from any delay in paying, stamp, excise and other taxes, if any, which m...
Payment of Expenses, Taxes and Costs. (a) The Borrower will (i) pay all of the reasonable out-of-pocket fees and expenses incurred by the Administrative Agent, the Arrangers and their respective Affiliates (including, without limitation, the fees and expenses of New York and local counsel to such Persons) in connection with the preparation, execution, delivery, and closing of this Agreement, the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby or such amendments, modifications or waivers shall be consummated), and any other documents prepared in connection herewith or therewith, including, without limitation, any filing fees, recording expenses or stamp or excise taxes or other similar taxes or fees in connection therewith; (ii) pay or reimburse each of the Administrative Agent, the Arrangers, each Lender and their respective Affiliates for all of its reasonable out-of-pocket costs and expenses (including the fees and expenses of New York or local counsel), incurred in connection with the enforcement or protection of any of its rights in connection with this Agreement and the other Loan Documents, including its rights under this